Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
B. Riley Financial, Inc.
  2. Issuer Name and Ticker or Trading Symbol
Liberty Tax, Inc. [TAX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
21255 BURBANK BLVD., SUITE 400
3. Date of Earliest Transaction (Month/Day/Year)
08/14/2018
(Street)

WOODLAND HILLS, CA 91367
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 08/14/2018   P   925 A $ 10.15 3,086,712 I See notes (1) (2) (3)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
B. Riley Financial, Inc.
21255 BURBANK BLVD.
SUITE 400
WOODLAND HILLS, CA 91367
    X    
BRC Partners Opportunity Fund, LP
11100 SANTA MONICA BLVD. SUITE 800
LOS ANGELES, CA 90025
    X    
BRC Partners Management GP, LLC
11100 SANTA MONICA BLVD SUITE 800
LOS ANGELES, CA 90025
    X    
B. RILEY CAPITAL MANAGEMENT, LLC
11100 SANTA MONICA BLVD.
SUITE 800
LOS ANGELES, CA 90025
    X    
B. RILEY FBR, INC.
11100 SANTA MONICA BLVD
SUITE 800
LOS ANGELES, CA 90025
    X    
Dialectic Antithesis Partners, LP
119 ROWAYTON AVENUE, 2ND FLOOR
NORWALK, CT 06853
    X    
BR Dialectic Capital Management, LLC
119 ROWAYTON AVENUE, 2ND FLOOR
NORWALK, CT 06853
    X    

Signatures

 B. Riley Financial, Inc., by: /s/ Bryant R. Riley, Co-Chief Executive Officer   08/28/2018
**Signature of Reporting Person Date

 BRC Partners Opportunity Fund, L.P., by: /s/ Bryant R. Riley, Chief Executive Officer   08/28/2018
**Signature of Reporting Person Date

 BRC Partners Management GP, LLC, by: /s/ Bryant R. Riley, Chief Executive Officer   08/28/2018
**Signature of Reporting Person Date

 B. Riley Capital Management, LLC, by: /s/ Bryant R. Riley, Chief Executive Officer   08/28/2018
**Signature of Reporting Person Date

 B. Riley FBR, Inc., by: /s/ Bryant R. Riley, Executive Officer   08/28/2018
**Signature of Reporting Person Date

 Dialectic Antithesis Partners, LP, by: /s/ John Fichthorn, Portfolio Manager   08/28/2018
**Signature of Reporting Person Date

 BR Dialectic Capital Management, LLC, by: /s/ John Fichthorn, Managing Member   08/28/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) In addition to B. Riley Financial, Inc., a Delaware corporation ("BRF"), this Form 4 is being filed jointly by BRC Partners Opportunity Fund, L.P., a Delaware limited partnership ("BRPLP"), B. Riley Capital Management, LLC, a New York limited liability company ("BRCM"), BRC Partners Management GP, LLC, a Delaware limited liability company ("BRPGP"), B. Riley FBR, Inc., a Delaware corporation ("BRFBR"), Dialectic Antithesis Partners, LP, a Delaware limited partnership ("Dialectic") and BR Dialectic Capital Management, LLC, a Delaware limited liability company (collectively, the "Filing Persons"). Each of the Filing Persons disclaims beneficial ownership of the outstanding shares of Common Stock, par value $0.01 per share ("Tax Common Stock"), of Liberty Tax, Inc., a Delaware corporation ("Liberty Tax" or the "Issuer"), reported herein except to the extent of its pecuniary interest therein.
(2) BRPGP is the general partner of BRPLP, BRCM is an investment advisor to BRPLP and BRF is the parent company of BRCM. As a result, BRPGP, BRCM and BRF may be deemed to indirectly beneficially own the Shares held by BRPLP. BRF is the parent company of BRFBR. As a result, BRF may be deemed to indirectly beneficially own the Shares held by BRFBR. BR Dialectic is the general partner and investment manager of Dialectic. BRCM is an investment advisor and the parent company of BR Dialectic and BRF is the parent company of BRCM. As a result, BR Dialectic, BRCM and BRF may be deemed to indirectly beneficially own the Shares held by Dialectic.
(3) Represents shares of Tax Common Stock owned directly by BRFBR.

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